0001193125-21-363018.txt : 20211221
0001193125-21-363018.hdr.sgml : 20211221
20211221071530
ACCESSION NUMBER: 0001193125-21-363018
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 14
CONFORMED PERIOD OF REPORT: 20211221
ITEM INFORMATION: Regulation FD Disclosure
ITEM INFORMATION: Financial Statements and Exhibits
FILED AS OF DATE: 20211221
DATE AS OF CHANGE: 20211221
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: TALOS ENERGY INC.
CENTRAL INDEX KEY: 0001724965
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 823532642
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38497
FILM NUMBER: 211506829
BUSINESS ADDRESS:
STREET 1: 333 CLAY STREET
STREET 2: SUITE 3300
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: 713-328-3000
MAIL ADDRESS:
STREET 1: 333 CLAY STREET
STREET 2: SUITE 3300
CITY: HOUSTON
STATE: TX
ZIP: 77002
FORMER COMPANY:
FORMER CONFORMED NAME: SAILFISH ENERGY HOLDINGS Corp
DATE OF NAME CHANGE: 20171211
8-K
1
d275390d8k.htm
8-K
8-K
false000172496500017249652021-12-212021-12-21
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 21, 2021
Talos Energy Inc.
(Exact name of registrant as specified in its charter)
Delaware
001-38497
82-3532642
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
333 Clay Street, Suite 3300
Houston, Texas
77002
(Address of principal executive offices)
(Zip Code)
(713)328-3000
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
Name of Each Exchange on Which Registered
Common Stock
TALO
NYSE
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01.
Regulation FD Disclosure.
On December 21, 2021, Talos Energy Inc. (the “Company”) issued a press release announcing the Company’s successful completion of its semi-annual reserves-based loan (“RBL”) redetermination process, the addition of an additional lender to the RBL facility and increased commitments from one other, adding a total of approximately $62 million of new commitments. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated into this Item 7.01 by reference.
In accordance with General Instruction B.2 of Form 8-K, the information contained in this Current Report on Form 8-K under Item 7.01 and set forth in the attached Exhibit 99.1 is deemed to be “furnished” solely pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Cover Page Interactive Data File (embedded within Inline XBRL document).
1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: December 21, 2021
TALOS ENERGY INC.
By:
/s/ William S. Moss III
Name:
William S. Moss III
Title:
Executive Vice President, General Counsel and Secretary
2
EX-99.1
2
d275390dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
TALOS ENERGY INCREASES LIQUIDITY, ADDS ADDITIONAL LENDER AND EXPANDS CCS FINANCING FLEXIBILITY AS PART OF SUCCESSFUL SEMI-ANNUAL BORROWING BASE
REDETERMINATION
Houston, December 21, 2021 Talos Energy Inc. (NYSE: TALO) (Talos or the Company) today
announced the successful completion of its semi-annual reserves-based loan (RBL) redetermination process. The Company added an additional lender to the RBL facility and increased commitments from one other, adding a total of
approximately $62 million of new commitments. Additionally, Talos added key provisions to increase flexibility for early-stage, pre-FID investments in carbon capture and sequestration (CCS)
business opportunities.
The Companys borrowing base was reaffirmed at $950 million. Total commitments increased from $730 million to
approximately $792 million, including one new major lender joining the RBL facility with initial commitments of $50 million as the fourteenth lending bank. In combination with additional RBL paydown from cash flow, Talos expects liquidity
at year-end 2021 of over $450 million, representing approximately a $75 million increase from September 30, 2021, and the Company expects liquidity to further increase in 2022. The Company also
introduced provisions to the RBL facility to further increase its flexibility to invest in CCS and other emerging energy transition opportunities. Talos intends to progress stratigraphic well tests and other costs associated with Class VI
injection permits, front-end engineering and design (FEED) and additional sequestration site leasing as part of its 2022 capital program.
Talos President and Chief Executive Officer Timothy S. Duncan commented: This successful redetermination process highlights the strong relationships we
have with our lenders and the high quality of our asset base as we continue to attract capital and add flexibility to grow our business. Weve steadily expanded liquidity throughout the year with a combination of debt paydown and increasing
commitments and we expect that trend to continue as we approach our 1.0x 1.5x leverage target in 2022 through additional debt reduction from free cash flow. In the coming months we expect to return our balance sheet to its pre-pandemic position of high liquidity, low leverage and no major maturities, and will do so while continuing our 20+ year track record of protecting equity shareholder value in the process. I believe that Talos is
well-positioned for continued success in 2022.
Duncan continued: Additionally, Im very pleased with the additional flexibility
weve gained to fund early-stage investments in our rapidly growing CCS business, which will allow us to advance our two identified project sites as well as continue to explore additional opportunities along the U.S. Gulf Coast. In the second
half of 2021, our team has successfully won the only announced offshore CCS project site in the U.S. in Jefferson County, Texas. We also announced what we expect could be the first active point source CCS project on the Gulf Coast with
Freeport LNG, allowing for substantial decarbonization of their facility onsite. In 2022, we plan to dedicate a small portion of our capital program to advancing these projects and other potential opportunities as we build a material,
industry-leading CCS business unit for the future.
ABOUT TALOS ENERGY
Talos Energy (NYSE: TALO) is a technically driven independent exploration and production company focused on safely and efficiently maximizing long-term
value through its operations, currently in the United States and offshore Mexico, both upstream through oil and gas exploration and production and downstream through the development of future carbon capture and storage opportunities. As one of the
Gulf of Mexicos largest public independent producers, we leverage decades of technical and offshore operational expertise towards the acquisition, exploration and development of assets in key geological trends that are present in many offshore
basins around the world. With a focus on environmental stewardship, we are also utilizing our expertise to explore opportunities to reduce industrial emissions through our carbon capture and storage initiatives along the U.S. Gulf Coast and Gulf of
Mexico. For more information, visit www.talosenergy.com.
TALOS ENERGY INVESTOR RELATIONS CONTACT
Sergio Maiworm
+1.713.328.3008
investor@talosenergy.com
CAUTIONARY STATEMENT ABOUT
FORWARD-LOOKING STATEMENTS
This communication may contain forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact included in this communication, regarding our
strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in this communication, the words could,
believe, anticipate, intend, estimate, expect, project, forecast, may, objective,
TALOS ENERGY INC.
333 Clay St., Suite 3300, Houston, TX 77002
plan and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking
statements are based on our current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events.
We caution you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which
are beyond our control. These risks include, but are not limited to, our liquidity and the impact of the RBL amendments, the success of our CCS business, commodity price volatility, including the sharp decline in oil prices beginning in March 2020,
the impact of the coronavirus disease 2019 (COVID-19) and governmental measures related thereto on global demand for oil and natural gas and on the operations of our business, the ability or
willingness of the Organization of Petroleum Exporting Countries (OPEC) and non-OPEC countries, such as Saudi Arabia and Russia, to set and maintain oil production levels and the impact of any such
actions, lack of transportation and storage capacity as a result of oversupply, government regulations and actions or other factors, inflation, lack of availability of drilling and production equipment and services, environmental risks, drilling and
other operating risks, regulatory changes, the uncertainty inherent in estimating reserves and in projecting future rates of production, cash flow and access to capital, the timing of development expenditures, the possibility that the anticipated
benefits of recent acquisitions are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of such acquisitions, and other factors that may affect our future results and business,
generally, including those discussed under the heading Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on March 11, 2021 and our
Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2021, filed with the SEC on November 3, 2021.
Should one or more of these risks occur, or should underlying assumptions prove incorrect, our actual results and plans could differ materially from those
expressed in any forward-looking statements. All forward-looking statements, expressed or implied, are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any
subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue. Except as otherwise required by applicable law, we disclaim any duty to update any forward-looking statements, to reflect events or
circumstances after the date of this communication.
TALOS ENERGY INC.
333 Clay St., Suite 3300, Houston, TX 77002
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The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is YYYY-MM-DD.
The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.